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HomeMy WebLinkAbout5204 - Newport Bay Company Consent of AssignmentsI 4. a WWComec 3/28/60 RESOLUTION NO. ! ^204 • A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NEWPORT BEACH APPROVING ASSIGNMENTS OF A LEASEHOLD ESTATE BY DEEDS OF TRUST AND AUTHORIZING THE • EXECUTION OF A CONSENT TO SUCH ASSIGNMENTS WHEREAS, the City of Newport Beach has entered into a lease dated March 24, 1948, with The Newport Bay Company, a Califor- nia corporation, which lease has since been amended by instruments dated April 10, 1950, September 29, 1952, and March 28, 1960, cover- ing the premises in the City of Newport Beach now occupied by the Balboa Bay Club; and WHEREAS, one of the provisions of said lease provides that said lease may.not be assigned without the consent of the City of Newport Beach; and WHEREAS, The Newport Bay Company desires to assign its leasehold estate under said lease by certain deeds of trust to secure certain indebtedness, which deeds of trust are more particu.- larly described as follows: 1. "A" - being a deed of trust and mortgage of chattels to be given by The Newport Bay Company, a California corporation, as trustor, to Title Insurance and Trust Company, a California corporation, as trustee, in favor of the Lamar Life Insurance Company, a Mississippi corporation, as beneficiary, as security for the payment of an indebtedness in the sum of $158,417.00. 2. "B" being a deed of trust and mortgage of chattels to be given by said The Newport Bay Company, as trustor, to said Title Insurance and Trust Company, as trustee, in favor of Atlantic Life Insurance Company, a Virginia corporation, as beneficiary, as security for the payment of an indebtedness in the sum of $414,691.02. 3. "C" r being an amended deed of trust and mortgage of chattels to be given by said The Newport Bay Company, as trustor, to said Title Insurance and Trust Company, as trustee, in favor of said Atlantic Life Insurance Company, as beneficiary, as security for the payment of an indebtedness in the original pri=ncipal amount of $300,000.00, subsequently reduced to $120,000.00, said amended TA deed of trust and mortgage of chattels being an amendment and modi- fication of a prior deed of trust and mortgage of chattels, both dated February 11, 1954, given by The Newport Bay Company, as trustor, • to Orange County Title Company, as trustee, in favor of said Atlantic Life Insurance Company, as beneficiary, securing said indebtedness in the original amount of $300,000.00. 4. "D" - being a deed of trust to be given by said The Newport Bay Company, as trustor, to said Title Insurance and Trust Company, as trustee, in favor of said Lamar Life Insurance Company and said Atlantic Life Insurance Company, as joint beneficiaries, as security for the payment of indebtedness evidenced by two promis- sory notes, each in the sum of $113,166.39; and WHEREAS, it is contemplated that the foregoing deeds of trust and obligations secured thereby will be assumed by Wrather Investment, Inc., upon the assignment of said lease by The Newport Bay Company to Wrather Investment, Inc., which said assignment is being approved on this date by the City Council; and WHEREAS, it appears to be in the best interests of the citizens of the City of Newport Beach that the City consent to the assignments of said leasehold estate by the deeds of trust enumerated above; NOW, THEREFORE, BE IT RESOLVED that the City of Newport Beach hereby consents to the assignments of said leasehold estate by deeds of trust particularly hereinabove described; provided, however, that such consent and the deeds of trust and each of them are subject to the following: (a) That except as herein otherwise provided, said assignments and all rights now or hereafter acquired • thereunder are, and each shall be subject to each and all of the covenants, conditions and restrictions set forth in said lease, and to all rights and interests of Lessor therein, none of which are or shall be waived by said consent; (b) That should there be any conflict between the provisions of said lease and the provisions of any of said assignments, the former shall control; (c) That if the leasehold estate of said Lessee shall be foreclosed or otherwise acquired under any one 2. A ! or more of said assignments, the transferee or transfer- ees thereof shall thereupon and thereby assume the perm formance of and shall be bound by each and all of the • covenants, conditions and obligations provided in said lease to be performed and observed by the Lessee; • (d) That the City of Newport Beach agrees that it will not terminate said lease because of any default or breach thereunder on the part of the Lessee if the holders of said assignments, or any of them, within thirty (30) days after the service of written notice from said Lessor of its intention to terminate said Tease for such default or breach, shall either cure such default or breach, if the same can be cured by the pay- ment of money, or if otherwise, shall undertake in writing with and for the benefit of said Lessor, to keep and perform all of the covenants and conditions of said lease provided therein to be kept and performed by the Lessee, until such time as said leasehold shall be sold upon foreclosure pursuant to said assignments, or any of them, or shall be released or reconveyed there- under; provided, however, that if the holder of the trust deed shall fail or refuse to comply with any and all of the conditions of this subparagraph (d), then and there- upon said Lessor shall be released from the covenant of forbearance herein contained; and any notice provided for in this subparagraph (d) shall be served in the same manner as provided in said lease for the service of notices, and shall be delivered or directed to the holder of the trust deed at its address as last shown on the records of Lessor; (e) That the City of Newport Beach assumes no liability or responsibility for the order of priority of said deeds of trust or the relation of one to the other, or any of them; (f) That upon and immediately after the recording of the trust deed, said Lessee, at its own expense, shall cause to.be recorded in the office of the Recorder of Orange County a written request executed and acknowledged by said Lessor for a copy of any notice of default and of any notice of sale under the trust deeds as provided by the statutes of the State of California relating thereto. Concurrently with the execu- tion of said consent said Lessee shall furnish to said Lessor a complete copy of the trust deeds and the notes secured thereby, together with the names and addresses of the holders thereof; and provided further that the consent hereby granted shall not be deemed to be a consent to any other or further assignment or en- cumbrance of said leasehold estate or any part thereof. BE IT FURTHER RESOLVED that the Mayor and City Clerk be • and are hereby authorized and directed to execute a consent to the • assignments of the leasehold estate by the above - mentioned deeds of trust. ADOPTED this 28th day f March, 19 ATTEST °' i Mayor City Clerk 0 STATE OF CALIFORNIA ) COUNTY OF ORANGE ) CITY OF NEWPORT BEACH) I. MARGERY SCHROUDER, City Clerk of the City of Newport Beach, California, do hereby certify that according to the records of the City of Newport Beach filed and maintained in my office, the foregoing Resolution Noe 5204 was duly and regularly adopted, passed, and approved by the City Council of the City of Newport Beach, California, at a regular meeting of said City Council held at the regular meeting place thereof, on the 28th day of March , 19 60 , by the following vote, to wit: AYES, COUNCILMEN: Kingsley, Atkinson, Higbie, Stoddard, .Hart, Lorenz, Somers NOES, COUNCILMEN: None ABSENT, COUNCILMEN: None Dated this 30th day of March , 19 60, City ClerR anj Ex-Officio Clerk of City Council, City of Newport Beach, State of California.